LUMA Order Form Supplement

This Order Form Supplement is a part of the order form by which the Customer ordered the LUMA ELEVATE Services (the “Order Form”). This Order Form Supplement adjusts certain terms of the Agreement, solely with respect to LUMA Services. Except as agreed herein, all terms and conditions referenced in the Order Form shall apply to LUMA Services, excluding the Service Level Agreement or any other addendum or policy specific to Mural Collaborative Intelligence Services. Capitalized terms used but not defined in this Order Form have the meanings given to them in the relevant Agreement.

LUMA Content. means all information, data, text, graphics, photographs, audio and video media, software, files, libraries, scripts, results and all other materials provided on or generated via our websites or Services, including LUMA System, and including any of the foregoing generated using interactive features of our website or LUMA Services, but excluding Content. LUMA Content may be accessible via the Mural and/or LUMA Workplace platforms, which may change during the subscription term, subject to Mural’s sole discretion.

LUMA Services. LUMA Services shall be provided LUMA Institute LLC., a wholly owned Affiliate of Tactivos, Inc., d/b/a Mural (“Mural”). Educational credits included in the Services are not refundable or transferable and may be used only to purchase eligible services included in LUMA ELEVATE only. All LUMA Services purchased using credits must be completed by the end of the offer subscription period  and upon expiration or termination of the subscription period, any unused credits that have accrued to your account will expire. LUMA reserves the right to remove any Content at any time, but has no obligation to do so or to monitor or review any User Content.

Intellectual Property. Except as agreed herein, LUMA retains all right, title, and interest in, and ownership of, all intellectual property rights in and to the LUMA Services, including but not limited to methods, collections, and organizing principles included in the Service, LUMA Content, LUMA Handbook, Planning Cards, Project Planning Kit, the methods and recipes comprising the LUMA System, and all other LUMA tangible or intangible property created by or on behalf of LUMA thereafter (collectively, “LUMA Content”), including modifications thereto. You agree that any suggestions, ideas or feedback you provide to us relating to our products and services will automatically be owned by us to use however we wish, without restriction and without compensation to you. LUMA claims no ownership of any Content submitted by Authorized Users. By submitting Content in connection with LUMA Services, you grant to LUMA the right to copy, store, display and distribute your Content in connection with providing LUMA Services to you and Authorized Users. LUMA reserves the right to remove any Content at any time, but has no obligation to do so or to monitor or review any User Content.

LUMA Services Access and Use. Subject to payment of the fees set out in the Order Form, we hereby grant a) to Customer, during the Term, a non-exclusive, non-sublicensable right to access and use the LUMA Services for its internal business purposes in accordance with the terms and conditions of this Agreement and b) Authorized Users a personal, nontransferable, nonexclusive, nonsublicenseable, limited license to view, print, use, and display LUMA Content, and for LUMA Content expressly designated for download or export to download, reproduce, use, distribute, and display such LUMA Content, during the applicable subscription period solely for your internal business use, unless otherwise specifically approved by us. After the subscription period, you may continue to reproduce, use, distribute, and display any LUMA Content that Authorized Users downloaded or otherwise received during the subscription term, subject at all times to the terms of this Order Form.

License Limitations. In addition to any use restrictions agreed in the Agreement, You agree not to a) permit any party, other than the then-currently Authorized Users to access LUMA Services or LUMA Content, b) bypass, modify, defeat, or circumvent security features that protect LUMA Services or LUMA Content; c) Access LUMA Content other than through your LUMA account or allow any other person to login to your LUMA account or access any LUMA Content through your LUMA account; d) copy, distribute, broadcast, publicly perform, save, install or otherwise preserve any LUMA Content on your computer or other technology (except to the extent otherwise expressly stated on a particular item of LUMA Content, such as a label that states that the item may be downloaded and one or more copies printed for use in connection with your use of LUMA Services); e) record any aspect of an LUMA Services using audio, visual, or audiovisual mean, f) sublicense, sell, rent, lease, modify or create derivative works based in whole or in part on any LUMA Content or reproduce, mirror, frame or otherwise misappropriate any part of LUMA Services or LUMA Content; or g) encourage, assist or authorize any other person to do any of the foregoing. Also, neither you or other Authorized Users may copy or otherwise reproduce any tangible goods supplied by LUMA, including the LUMA Handbook, Planning Cards, and Project Planning Kit. LUMA Content may not be used  in connection with or in support of any Training, unless the Authorized User is a certified LUMA Instructor using a LUMA Kit to provide training to your other employees. “Training” means to engage in a pattern or practice of disclosing simultaneously to multiple individuals the human centered design methods from the LUMA System, using LUMA Content, for the purpose of enabling those individuals to use the methods so disclosed.

Digital Badge, credentials or certification. LUMA shall grant to each Authorized User who has completed an applicable LUMA course and established, to LUMA standards, competence leveraging the LUMA System within their daily work a nonexclusive, royalty-free and fully paid-up license to display and reproduce applicable badge, certificate, or other credential issued to that par in connection with LUMA Services issued to that Authorized User, to be displayed and used only in association with the Authorized User’s name and subject to use guidelines that LUMA may establish from time to time; provided, however, that such Digital Badge cannot be displayed or used in connection with the provision of any Training in violation of the terms of this Order Form.

Scheduling. Scheduling of all LUMA courses or programs shall be agreed upon together by the parties in good faith and upon 30 days prior request from the Customer. If the Customer needs to reschedule, the Customer may do so by providing prior written notice to LUMA. In the event the Customer reschedules a course or program, the Customer shall reimburse LUMA for all nonrefundable expenses incurred up through the date of the reschedule notice.

INFORMATION SHARING. ASPECTS OF THE SERVICES ENABLE AND ENCOURAGEPARTICIPANTS TO SHARE THEIR EXPERIENCES USING THE LUMA SYSTEM, AND LUMAWORKPLACE INCLUDES FILE UPLOADING AND DATA SHARING FUNCTIONALITY. CLIENT AGREESTHAT IT IS SOLELY RESPONSIBLE FOR THE COMPLIANCE OF ITS PERSONNEL WITH ALL CLIENT REQUIREMENTS REGARDING THE DISCLOSURE AND TRANSMISSION OF CONFIDENTIAL ANDPROPRIETARY INFORMATION. IN NO EVENT SHALL LUMA BE LIABLE FOR ANY DISCLOSURE ORTRANSMISSION OF CONFIDENTIAL OR PROPRIETARY INFORMATION MADE BY ANY PERSONNELTHROUGH LUMA WORKPLACE OR OTHERWISE.

Security and Data Privacy. LUMA Services are solely subject to, and we shall process your Personal Data in accordance with LUMA’s Privacy Policy and security measures available at luma-institute.com and lumaworkplace.com. LUMA maintains in its Privacy Policy a list of its data subprocessors, and if LUMA makes any change to subprocessors or its Privacy Policy, it will notify Purchaser via email, website banner, or both.